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HomeMy WebLinkAboutTeatro en Miami Corp. .m ;'00 t,,- :? G 3:5 r This Grant Agreement is entered into this Jilt t day of Miami Beach, Florida (the City), and (Grantee). City of Miami Beach Cultural Affairs Program and Cultural Arts Council Fiscal Year 2005/2006 Cultural Affairs Grant Agreement -C..e-/tH1 ~o{)f . ,2005, between the City of / - - City of MllmlBeach Cultural Allalll Program Tourilm .1Id Cultural Development Article II Grant Description 1. Grantee: Teatro en Miami Corp Grant Contact: Sandra Garcia Address: 10302 NW 9 Street Circle, # 104 City, State, Zip: Miami, FL 33172 Phone, fax, e-mail :305-207-9302, 305-207-9302 sandra@teatroenmiami.net 2. Grant amount: $8,166.67 50% paid upon execution of this Agreement. Remaining 50% paid upon completion of Project and submission and approval of Final Report. Project description: See Exhibit 1, attached hereto Itemized budget: See Exhibits 2-A Project Budget and 2-B Grant Budget, attached hereto Contract deadline: October 27,2006 Expenditure deadline: September 30, 2007 Pr ct completion date: 10/12/06 n I Report deadline: Must be postmarked or delivered no later than 45 days after Project completion date. EREOF, the parties hereto have '~xecuted this Agreement this 20 day of ~ ~ , 200~ Signature Attest ~ Robert Parch r, City Clerk \ STATE OF FLORIDA, COUNTY OF MIAMI- DADE Grantee's Cor orate Seal Here APPROVED AS TO FORM & LANGUAGE & FOR EXECUTION L:r4'&a The foregoing instrument was acknowledged before me this 20 day of 20<4 by of . , a not-for-profit corporation. He/She is personally known to me or has produced ~L D... E:ioZoll(Q~\O' D identifi ation. as FederallD #: 22-3886641 . \\\\\UUI/~ry Public, State of Florida BY: Sandra Garcia ~,,\\\ \"\ECH,q':'II/1; Printed Name of Organization's Authorized Representa~~c.~'\SSloN"'~~' ~ 2..c1 ::: t:J ""~23 Cr1;'. ~ ~ - /]) - ,",,0 ~ "j .:~~ . .~~~sion Expires: -D - . .*- = * . -.... = ~ ~~ &: = ~ ~ '.'?>", #00349184,1: is ~ ~ ~ .~()' ~. ~ ~ ~ '1-6/_'. ~r?ugh 1s\ "'\~~ .' <~ ~ ~ 'TrA ..... ~,~ "//1111 'tieL/C. S1~*\S\\\\~ IIIIt" 1111"\\\\\ Notary Name: ~~\Qrr \U GRANTEE: Article III General Conditions 1. Parties: The parties to this Agreement are the Grantee listed in Article I, and the City of Miami Beach, a municipal corporation organized under the laws of the State of Florida (City). The City has delegated the responsibility of administering this Grant to the City's Cultural Affairs Program Manager or his Designee. 2. Proiect Description: The Grantee may only use the Grant for the purposes that are specifically described in the Project Description, attached hereto as Exhibit No.1. All expenditures will be subject to the terms of this Agreement, and as specified in the itemized Grant Award Budget, attached hereto as Exhibit 2-B. Line item changes to said Budget shall not exceed ten percent (10%) per category, so long as said expenditures do not exceed the total amount of Grant funds. Notwithstanding the preceding sentence, amendments to the itemized Grant Award Budget in Exhibit 2-B shall not be permitted without the prior written consent of the Cultural Affairs Program Manager or his Designee. Said requests shall be made in advance, in writing, detailing and justifying the need for such changes. 3. Reports: This Grant has been awarded with the understanding that the described Project will enhance and develop the City's cultural community. To demonstrate that the Grant is fulfilling, or has fulfilled, its purpose, the Grantee must supply the Cultural Affairs Program Manager or his Designee with a written final report documenting that the Grantee has fulfilled all requirements. This report is to be received by the Cultural Affairs Program Manager or his Designee within 45 days of the Project's completion date. Grantees completing their Project by Fiscal Year End, September 30, 2006, must submit their final reports no later than November 15, 2006. 4. Amount of Grant and Pavment Schedule: The total amount of the Grant is specified in Article 1-2 (subject to the restrictions in Article 1-2). By making this Grant, the City assumes no obligation to provide financial support of any type whatever in excess of the total Grant amount. Cost overruns are the sole responsibility of the Grantee. The Grant funds will be supplied to the Grantee subsequent to the Mayor and City Commission's approval of the award, and execution of this Agreement by the parties hereto. 5. Proaram Monitorina and Evaluation: The Cultural Affairs Program Manager or his Designee may monitor and conduct an evaluation of operations and the Project under this Grant, which may include visits by City representatives to observe the Project or Grantee's programs, procedures, and operations, or to discuss the Grantee's programs with the Grantee's personnel. 6. Bank Accounts and Bondina: Monies received pursuant to this Agreement shall be kept in accounts in established Miami-Dade County banks or savings and loan associations whose identities shall be disclosed in writing to the Cultural Affairs Program Manager or his Designee with the identity and title of individuals authorized to withdraw or write checks on Grant funds. 7. Accountina and Financial Review: The Grantee must keep accurate and complete books and records of all receipts and expenditures of Grant funds, in conformance with reasonable accounting standards. These books and records, as well as all documents pertaining to payments received and made in conjunction with this Grant, such as vouchers, bills, invoices, receipts and canceled checks, shall be retained in Miami-Dade County in a secure place and in an orderly fashion by the Grantee for at least two (2) years after the Expenditure Deadline specified in Article 1-5. These books, records, and documents may be examined by the Cultural Affairs Program Manager or his Designee or his Designee at the Grantee's offices during regular business hours and upon reasonable notice. Furthermore, the Cultural Affairs Program Manager or his Designee may, at the City's expense, audit or have audited, upon reasonable notice, all the financial records of the Grantee, whether or not purported to be related to this Grant. 8. Publicity and Credits: The Grantee must include the City of Miami Beach logo and the following credit line in all publications related to this Grant: City of Miami Beach, Cultural Affairs Program, Cultural Arts Council. Failure to do so may preclude future grant funding from the City in the same manner as if Grantee defaulted under this Agreement, pursuant to Article 11-12. 20f9 9. Liability and Indemnification: The Grantee shall indemnify and hold harmless the City and its officers, employees, agents and instruments from any and all liability, losses or damages, including attorneys' fees and costs of defense, which the City or its officers, employees, agents and instrumentalities may incur as a result of claims, demands, suits, causes of actions or proceedings of any kind or nature arising out of, relating to, or resulting from the performance if this Agreement by the Grantee or its employees, agents, servants, partners, principals or subcontractors. Grantee shall pay all claims and losses in connection therewith and shall investigate and defend all claims, suits or actions of any kind or nature in the name ofthe City, where applicable, including appellate proceedings, and shall pay all costs, judgments, and attorneys' fees which may issue thereon. Grantee expressly understands and agrees that any insurance protection required by this Agreement, or otherwise provided, shall in no way limit the responsibility to indemnify, keep and save harmless and defined the City or its officers, employees, agents and instrumentalities as herein provided. If the Grantee is a government entity, this indemnification shall only be to the extent and within the limitations of Section 768.28 Florida Statute, subject to the provisions of that Statute whereby the Grantee entity shall not be held liable to pay a personal injury or property damage claim or judgment by anyone person which exceeds the sum of $100,000, or any claim or judgment or portions thereof, which, when totaled with all other claims or judgments paid by the government entity arising out of the same incident or occurrence, exceed the sum of $200,000 from any and all personal injury or property damage claims, liabilities, losses or causes of action which may arise as a result of the negligence of the Grantee entity. 10. Assianment: The Grantee is not permitted to assign this Grant, and any purported assignment will be void, and shall be treated as an event of default pursuant to Article 11-12. 11. Compliance with Laws: The Grantee agrees to abide by and be governed by all applicable Federal, State, County and City laws, including but not limited to Miami-Dade County's Conflict of Interest and Code of Ethics Ordinance, as amended, which is incorporated herein by reference as if fully set forth herein, and Chapter 2, Article VII of the Miami Beach City Code, as amended, which is incorporated herein by reference as if fully set forth herein. 12. DefaultIT ermination Provisions: In the event the Grantee shall fail to materially conform with any of the provisions of this Agreement, the Cultural Affairs Program Manager or his Designee may terminate this Agreement and withhold or cancel all or any unpaid installments of the Grant upon giving five (5) calendar days written notice to the Grantee, and the City shall have no further obligation to the Grantee under this Agreement. Further, in the event of termination, the Grantee shall be required to immediately repay to the City all portions of the Grant which have been received by the Grantee, as of the date that the written demand is received. In the event that this Grant is terminated and the Grantee is requested to repay all or a portion of the Grant funds because of a breach of this Agreement, the following terms will apply: a. For First-time violations - Grantee shall be required to submit a final report with documentation of expenditure of all grant awards already received (first half) prior to the termination date. If such report is not approved by the Cultural Affairs Program Manager or his Designee, at his sole discretion, Grantee shall be required to immediately return all grant funds received in full to the City of Miami Beach. Grantee will not receive remainder of this Grant award. Additionally, Grantee will be ineligible to apply and/or receive a grant in the subsequent City fiscal year. However, Grantee will be allowed to apply for future fiscal year's grants programs. b. For more than First-time violations - Any future compliance infractions by Grantee will be considered by the City, through its Cultural Affairs Program Manager or his Designee, on a case-by-case basis. As part of his consideration, the Cultural Affairs Program Manager or his Designee shall obtain the recommendation of the Cultural Arts Council, but the final decision as to whether Grantee may be allowed to apply for future grants shall remain within the sole discretion of the City. Any uncommitted Grant funds which remain in the possession or under the control of the Grantee as of the date of the Expenditure Deadline specified in Article 1-5 must be returned to the City within fifteen (15) days after the Expenditure Deadline; if such funds have been committed but not expended, the Grantee must request 30f9 in writing from the Cultural Affairs Program Manager or his Designee an extension of the Expenditure Deadline which, if approved, shall be for a period not to exceed one (1) year. Grant funds which are to be repaid to the City pursuant to this Section are to be repaid upon demand by delivering to the Cultural Affairs Program Manager or his Designee a certified check for the total amount due, payable to the City of Miami Beach, Florida. These provisions do not waive or preclude the City from pursuing any other remedies that may be available to it under the law. 13. Indulaence Will Not be Waiver of Breach: The indulgence of either party with regard to any breach or failure to perform any provision of this Agreement shall not be deemed to constitute a waiver of the provision or any portion of this Agreement either at the time of the breach of failure occurs or at any time throughout the term of this Agreement. 14. Written Notices: Any written notices required under this Agreement will be effective when delivered in person or upon the receipt of a certified letter addressed to the Grantee at the address specified in Article 1-1 of this Agreement, and to the City when addressed as follows: Gary Farmer, Interim Cultural Affairs Program Manager, City of Miami Beach Dept. of Tourism and Cultural Development, 1700 Convention Center Drive, Miami Beach, Florida 33139-1819. 15. Captions Used in this Aareement: Captions, as used in this Agreement, are for convenience of reference only and should not be deemed or construed as in any way limiting or extending the language or provisions to which such captions may refer. 16. Contract Represents Total Aareement: This contract, including its special conditions and exhibits, represents the whole and total agreement of the parties. No representations, except those contained within this agreement and its attachments, are'to be considered in construing its terms. No modifications or amendments may be made to this Agreement unless made in writing signed by both parties, and approved by appropriate acti<;m by the Mayor and City Commission. Article 1111 Miscellaneous Provisions 17. The Grant awarded herein is the result of an extensive public review process, which found that the Grantee is performing a public purpose through the programs, projects, and services recommended for support. As such, use of these funds for any program component not meeting this condition will be considered a breach of the terms of this Agreement and will allow the City to seek remedies including but not limited to those outlined in this Grant Agreement. 18. The Grantee also accepts and agrees to comply with the following Special Conditions: The Grantee hereby agrees that it will comply with Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d et seq.) prohibiting discrimination on the basis of race, color, national origin, handicap, or sex. The Grantee hereby agrees that it will comply with City of Miami Beach Ordinance No. 92-2824, as amended from time to time, prohibiting discrimination in employment, housing and public accommodations on account of race, color, national origin, religion, sex, sexual orientation, handicap, marital status, or age. The City endorses the clear mandate of the Americans with Disabilities Act of 1990 (ADA) to remove barriers, which prevents qualified individuals with disabilities from enjoying the same employment opportunities that are available to persons without disabilities. The City also endorses the mandate of the Rehabilitation Act of 1973 and Section 504 and prohibits discrimination on the basis of disability and requires that Grant recipients provide equal access and equal opportunity and services without discrimination on the basis of any disability. 40f9 19. GOVERNING LAW AND EXCLUSIVE VENUE This Agreement shall be governed by, and construed in accordance with, the laws of the State of Florida, both substantive and remedial, without regard to principles of conflict of laws. The exclusive venue for any litigation arising out of this Agreement shall be Miami-Dade County, Florida, if in state court, and the U.S. District Court, Southern District of Florida, if in federal court. BY ENTERING INTO THIS AGREEMENT, Grantor AND Grantee EXPRESSLY WAIVE ANY RIGHTS EITHER PARTY MAY HAVE TO A TRIAL BY JURY OF ANY CIVIL LITIGATION RELATED TO, OR ARISING OUT OF, THIS AGREEMENT. -The remainder of this page is left intentionally blank- ,- ~ 50f9 Exhibit 1 I Revised Project Description Organization: Teatro en Miami Corp Project title: "Improvising Chekhov" Completely describe Project approved by the Grants Panel and in a separate narrative detail all revisions to the Project based upon the City Commission approved award. Please be as specific as possible; name of event, specific dates, venues, times, artists, etc. Use extra page if necessary. Proiect description as approved bv Grants Panel: Funds are requested to support and promote the Play "Improvising Chekhov", Original script by Sandra Garcia based on Anton Chekhov's plays. TEM's Actors @ Work Theatre will stage a World premiere of a dramatic version by its General Director, Sandra Garcia, based on Russian Playwright Anton Chekhov's works. This project is the result of an extensive investigative work by Mrs. Garcia and deals with four focal points of reference in Chekhov's plays: love, lost innocence, the value of education, and the struggles to realize your dreams. The Director creates for us a richly humorous play where the characters struggle to show audiences the theatre world in all its manifestations. In the playa troupe of young itinerant actors move from town to town showcasing their art and improvising texts that bring positive messages and make the audience reflect on the pressures of modern life, the value of human relationships and their interaction, and the standards that enable a group to survive in a plural and multicultural society. The presentations will be in Spanish. The project will premiere at the Byron Carlyle Theatre in Miami Beach and will run from October 2,2006 to October 9,2006. This project will have the participation of seventeen young professional actors. Schedule of the proposed project: ~ Wednesday, October 4, Load InlTechnical and Dress rehearsal: 10:00 to 3:00 p.m. Thursday, October 5, 6:00 p.m. - 11 :00 p.m. PREMIERE 8:30 p.m. Friday, October 6,6:00 p.m. - 11 :00 p.m. PERFORMANCE 8:30 p.m. Saturday, October 7,6:00 p.m. - 11 :00 p.m. PERFORMANCE 8:30 p.m. Sunday, October 8, 1 :00 p.m. - 7:00 p.m. PERFORMANCE: 3:00 p.m. Monday, October 9, Load Out Our target audience is our Hispanic youth. TEM's presentation is actual and modern, incorporating sound and visual technological advances as we deliver to our target audience Chekhov's universal values. This media is attractive and familiar to our youth and Chekhov's plays are as effective in today's world as they were when the playwright wrote about love, lost of innocence, the value of education and the struggle to realize your dreams. Proiect description as revised (if applicable) based upon the City Commission approved award: Schedule of the project: Change in the proposed schedule from October 5,2006 to October 7, 2006. Thursday, October 5 (9:00 a.m. to 11 :00 p.m.) - Load InlTechnical and Dress rehearsal Friday, October 6 (11 :00 a.m. - 11 :00 p.m.) Dress rehearsal and Performance Saturday, October 7 (6:00 p.m. - 11 :00 p.m.) Performance 6of9 Exhibit 2-A: Project Budget I Revised Total Project Budget Name of organization: Teatro en Miami Corp Project Title: "Improvising Chekhov" Oate(s) of Project: October 5th to October 7'h, 2006 Attach a copy of the total Project budget or list cash expenses and cash revenues specifically identified with your program, project or events. Round off all numbers to the nearest dollar. EXPENSES REVENUES Cash In-Kind Cash In-Kind Personnel - artistic 4080 Admissions 5375 Personnel - technical 1316 Contracted services 650 Personnel - administration 2300 400 Tuitions Outside artistic fees/services 1200 250 Corporate support 1000 Outside other fees/services 800 Foundation support Marketing/Publicity 1600 300 Individual support 500 300 Space rental 2500 Government grants Travel 400 Federal Utilities 600 State .. Equipment rental 1625 Local 4500 Office supplies 1200 Insurance/Security 270 Other Costs: (Itemize below) Other Contributions: (Itemize below) EQUIPMENT PURCHASE 900 PRINTING 750 Total cash expenses Total in-kind expenses Total project expenses (cash + in-kind) 19541 950 20491 7of9 CAG Grant award $8166 (cash + in-kind) Total cash revenues 19541 Total in-kind revenues 950 Total project revenues 20491 Exhibit 2-B: Project Budget I Revised Grant Award Budget Name of organization: TEATRO EN MIAMI CORP. Project Title: "Improvising Chekhov" Date(s) of Project: Oct 4th to th, 2006 Grant Award: $8166 Directions: Identify and itemize cash expenses to be paid from Grant award funds. Grant awards may only be spent within budget categories declared below. Line item changes to said Budget shall not exceed ten percent (10%) per category, so long as said expenditures do not exceed the total amount of Grant funds Grant Expenses Personnel - artistic 4080 Equipment Rental Personnel - technical 1316 Space Rental (Performance related only) Insurance (Performance related only) Other costs total (itemize below) Description Amount 2500 Outside artistic fees 270 Marketing/Publicity Printing ;- Postage In County Travel TOTAL (must equal grant award): $ 8166 Grant requirements Grant funds must be spent within budget categories agreed upon in grant agreement. All publications associated with City of Miami Beach cultural grant support must include the City of Miami Beach logo and the following byline: "City of Miami Beach, Cultural Affairs Program, Cultural Arts Council." Allowable Grant Expenditures: . Artistic and technical fees directly related to the proposed program or event . Production costs related to the proposed program, project or event . Honoraria . Equipment rental and expendable materials . Marketing . Publicity . Local travel and transportation costs related to proposed program, project or event. Local travel is defined as travel within the Miami Dade County area . Equipment rental and personnel necessary to provide program accessibility as mandated by the Americans with Disabilities Act (ADA) and Section 504 of the Rehabilitation Act of 1973 8 of9 Grant Use Restrictions (grant funds may not be used towards): . Remuneration of City of Miami Beach employees for any services rendered as part of a project receiving a grant from Cultural Affairs grants programs . Administrative salaries or fees . "Bricks and mortar" or permanent equipment; unless the purchase price is less than the cost of rental. . City of Miami Beach services (permit fees, off duty police, insurance, etc.) . Debt reduction . Indirect or general operating costs related to the operation of the organization (Cultural Anchors excluded from this restriction) . Travel or transportation outside the local Miami Dade County area . Social/Fundraising events, beauty pageants or sporting events . Hospitality costs including decorations or affiliate personnel with the exception of artists . Cash prizes . Lobbying or propaganda materials . Charitable contributions . Events not open to the public; unless the event serves to specifically benefit City of Miami Beach government Required supporting materials for final reports submitted within 45 days upon completion of grant project: . Copies of all receipts, invoices and expenditures of grant monies. CATEGORIZE ALL RECEIPTS, INVOICES AND CANCELLED CHECKS (front and back copies), ETC. ACCORDING TO THE GRANT BUDGET (i.e. - all artists payments, separate from advertising payments) . Proof of logo and credit line in project publlcations and advertisements . Proof of performance(s), such as programs, brochures and flyers. 9of9 F I I' f " l' . d 'U~( iWfl' ~j ~ R-<,u ~ ~{..? 6V" ~ ~Q; ~ ~(H ~ ~\Bn. . ( Q -8: <: n . ARTICLES OF INCORPORATION FOR 0- /'~ ~ -~ (<.:' ~--<\ y~", ~ ~ -rl' \' . \ ~~'" ~ ~, y n -~-' ........... '-: ,-. '~ ..... '-" -/',., ,..,.. \(<' '*, ;y . . )' ~"1 ~':). ~ '(~~~ ~ ~<'" !' ., . TEATRO EN MIAMI CORP. The undersigned, acting as incorporator(s) of a corporation pursuant to chapter 617,0202 Florida Statutes, adopt(s) the following Articles of Incorporation. .,.- ARTICLE I NAME The name of the corporation shall be: TEATRO EN MIAMI CORP. ARTICLE II PRINCIPAL PLACE OF BUSINESS AND MAIUNG ADDRESS The principal and mailing address of this corporation is: 10302 NW9TH Street Circle Unit 104, Miami FL 33172 ARTICLE III PURPOSE (S) The specific purpose(s) for which the corporation is organized is (are): . To promote and broaden support for Hispanic Art throughout Miami County and beyond. To advance cultural interchanges among the different local ethnic and cultural groups. To develop Hispanic Art movement in our City. To expand educational programs with cultural enrichment and community participation. ARTICLE IV MANNER OF ELECTIONS OF DIRECTORS: The manner in which the directors are elected or appointed is as follows: In the by Laws ARTICLE V LIMITATION OF CORPORATE POWERS The corporate powers of this corporation are as provided the section 617.0302, Florida Statutes, unless limited as follows: ARTICLE VI INITIAL REGISTERED AGENT AND STREET ADDRESS . ERNESTO GARCIA 10302 NW ~h Street Circle Unit 104 Miami, FL 33172 , . . ~'," ! . . . I I, ARTICLE VII DIRECTORS Must have the minimum of three directors, name and address: ERNESTO GARCIA President 10302 NW9'h Street Circle Unit 104 Miami, FL 33172 ,I' SANDRA GARCIA Vice-President 10302 NW9'h Street Circle Unit 104 Miami, FL 33172 LUCY LLOPIS Secretary 2655 Collins Ave No. 1504 Miami Beach, FL 33146 ARTICLE VIII INCORPORATOR \~ The name and the street address of the incorporation for these Article of Incorporator is; Ernesto Garcia, 10302 NW9TH Street Circle Unit 104 Miami, FL 33172. The undersigned incorporator has executed these Articles of Incorporation this 1 jh days of November of 2002. ~.H'__C::::-~ .. :::;:::::--.-... ~" ~ Signature r.EiI"" ?n~l'" ~Af.,(:.'A aL- ,1 ~ Signature ~c-lV\&flL ba~ ~~ L '-" c;. /' . LI r/s. CERTIFICATE OF DESIGNATION OF REGISTERED AGENT/REGISTERED OFFICE , PURSUANT TO THE PROVISIONS OF SECTION 617.0501, FLORIDA STATUTES, THE UNDERSIGNED CORPORATION, ORGANIZED UNDER THE LA WS OF THE STATE OF FLORIDA, SUBMITS THE FOLLOWING STATEMENT IN DESIGNATING THE REGISTERED OFFICE/REGISTERED AGENT, IN THE STATE OF FLORIDA. * . " . ~ ,. . .. , .. . . . . . . The name of the corporation is: TEATRO EN MIAMI CORP. Must include suffix The name and address of the registered agent and office is: Ernesto Garcia (Name) 10302 NW!JI' Street Circle Unit 104- (P.O Box or Mail Drop Box Not Acceptable) Miami. FL 33172 (City/State/Zip) ;;cn 0 ,m ~ ,0 :;>~ :z:: --,.-, ' . c:::::>> ." >-1 c:: ;~.> ........'_... I'.) r (...,-a '^'-, ri-< '" ;no [T1 :'-111 -0 0 r- :.n :3: C)-i ~ ;::o:t:>- --i C> Om :I> W HA VING BEEN NAMED AS REGISTERED AGENT AND TO ACCEPT SER VICE OF PROCESS FOR THE ABOVE STATED CORPORATION AT GHE PLACE DESIGNATED IN THIS CERTIFICATE, I HEREBY ACCEPT THE APPOINTED AS REGISTERED AGENT AND AGREE TO ACT IN THIS CAPACITY, I FURTHER AGREE TO COMPLY WITH THE PROVISIONS OF ALL STATUTES RELATING TO THE PROPER AND COMPLETE PERFORMANCE OF MY DUTIES, AND I AM F AMIUAR WITH AND ACCEPT THE OBliGATION OF MY POSITION AS REGISTERED AGENT. ~-~' .1) Signature of Registered Agent .= V"~\D 6A(l.c::.'A 11/18/02 Date STATE OF FLORIDA COUNTY OF MIAMI-DADE Sworn to and subscribed before me Today November 18. 200 At Miami, FL. My Commission Expires: ~"~*.V~/!'" Adis Margarita Ugarte ....t::;)...~...~~ . i="/-.&-'~iC~on # DD 031148 ;'!?\A'~= BI:pires July 16. 2005 ~P<,,~-~~$ Ilonded Thru """f,~,'~\\"" Atlantic ~ Co., In<-_ ') ~ . ..."" _~_'(1L"~ FLORIDA DEPARTMENT OF STATE Glenda E. Hood Secretary of State ~'_..';~'i.; . . -'~. . , "''-r.') ~.,: ~ .d' -.~' -~.;.~,....~- .- "i!J' .I!:. -/- :"3....~.r--;- . .., ___..-.J. "". January 7, 2004 TEATRO EN MIAMI CORP. 10302 NW 9 ST. CIRCLE #104 MIAMI, FL 33172 Re: Document Number N02000009061 The Articles of Amendment to the Articles of Incorporation for TEATRO EN MIAMI CORP., a Florida corporation, were filed on December 30,2003. The certification requested is enclosed. Should you have any ~uestion regarding this matter, please telephone (850) 245-6050, .J the Amendment Filing ection. Karen Gibson Document Specialist Division of Corporations Letter Number: 404A00000895 ) Division ofCorporations'- P.O. BOX 6327 -Tallahassee, Florida 32314 -/~ -. " , 'va ~ ,I: ~u~' ~ " .,(.. ARTICLES OF AMENDM~~. . ifo..1'. ....... f~) . to . '-1.//;)- 0'# ARTICLES OF INCORPORATIONJ(f'(;'~.., ~'o..t' f '/'v;. v o ( '-'i, TEATRO EN MIAMI CORP. O-f0~. (present name) "', N02000009061 (Document Number of Corporation (If known) Pursuant to the provisions of section 617.1006, Florida Statutes, the undersigned Florida nonprofit corporation adopts the fol/owing articles of amendment to its articles of incorporation. FIRST: Amendment(s) adopted: (INDICATE ARTICLE NUMBER (5) BEING AMENDED, ADDED OR DELETED.) ) ARnCLE III PURPOSE (5) The Corporation is organized exclusively for educational and charitable purposes, within the meaning of Section SOl(c)(3) of the Internal Revenue Code, or corresponding section of any future Federal Tax Code. To promote and broaden support for Hispanic Art throughout Miami County and beyond. To advance cultural interchanges among the different local ethnic and cultural groups To develop and preserve Hispanic Art movement In our County To expand educational programs with cultural enrichment and community participation. ARnCLE IX UMITATIONS: No part of the net earnings of the organization shall Inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the organization shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions In furtherance of the purposes set forth In the purpose clause hereof. No substantial part of the activities of the organization shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the organization shall not participate in, or Intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of this document, the organization shall not carry on any other activities not permitted to be carried on (a) by an organization exempt from federal income tax under section SOl(c) (3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or (b) by an organization, contributions to which are deductible under section 170 (c) (2) of the Internal Revenue Code, or corresponding section of any future federal tax code. \ ) *- ~' \ '\ ) ARnCLE x DISSOLUTION: Upon the dissolution of the organization, assets shall be distributed for one or more exempt purposes within the meaning of section SOi(c) (3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not disposed of shall be disposed of by the Court of Common Pleas of the county In which the principal office of the organization Is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes. ARnCLE XI. DISCRIMINATION: The Corporation will not practice or permit discrimination on the basis of sex, age, race, national origin, religion, or physical handicap or disability. ARnCLE XII. FISCAL YEAR: The fiscal year of the corporation shall end on December 31 of each year. SECOND: The date of adoption of the amendment(s) was: 12/19/2003 THIRD: Adoption of Amendment (CHECK ONE) --) The amendment(s) was(were) adopted by the members and the number of votes cast for the amendment was sufficient for approval. X There are no members or members entitled to vote on the amendment. The amendment(s) was(were) adopted by the board of directors. I ~ Signature of Sandra R Garcia Typed or printed name President Title 12/19/2003 Date ) ;,...